Whatever It Takes: Lynn Shelton on Outside In and Directing TV

It’s been three years between movies for Lynn Shelton, but it’s not like she hasn’t been keeping busy since Laggies came out in 2014. She’s been extremely busy: Working in TV, Shelton has delivered episodes of some of your favorite (Netflix) shows—Master of None, Love and, most recently, GLOW—while plotting her next film.

That movie, Outside In, just premiered at the Toronto International Film Festival, and stars Jay Duplass as an ex-con who, sent away as a teen for simply being in the wrong place at the wrong time, now struggles with both readjusting to life on the outside and his complicated feelings for his former high-school teacher (Edie Falco). It’s a different kind of role for the Transparent star, and a different kind of film for Shelton, more of a straight drama than we’re used to seeing from the indie writer/director, but still very much dedicated to the sort of naturalism and honest exploration of thorny interpersonal relationships that’s marked both of their bodies of work.

Following the film’s TIFF premiere, Paste spoke with Shelton about collaborating with her second Duplass brother, the layover bookended by Outside In and Laggies, and the sheer volume of TV work she’s been doing in between.

Paste Magazine: You’ve worked with Jay’s brother, Mark, a couple times before. But this was your first official collaboration with Jay, correct?
Lynn Shelton: Yeah. I met Jay originally through Mark. The first time we met it was at a festival, for a screening of Humpday, [Shelton’s third film] which Mark acted in. Jay is a remarkable human. He’s just great to be around. So I always loved the opportunities I had—which weren’t that many, really—to hang out with him. But he was always a behind-the-scenes guy. So we bonded on this filmmaker level, as fellow writer/directors. And then he started acting. And it was insane how good he was! Just right out of the gate. Watching him on Transparent was the one that really me blew away. It was just like, Wow! [Laughs.] He’s so, so, so, so good. And I immediately wanted to work with him.

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I told him right away that I was going to be stalking him and trying to think of a story to pitch to him. It took a little while. A couple of years. But the thing I liked about this role: I thought it would be a challenge. This guy that he plays is so different than himself. So I was excited to think of something that would be unlike roles he’d played before. Something that would push him a little bit.

Paste: What was your collaboration like? Because this is the first film of yours that you co-wrote with someone, right? Did that take some getting used to?
Shelton: Oh yeah. It was really intense. [Laughs.] Because we’re both filmmakers and we have really strong visions. Obviously, there’s a kinship. Naturalism is extremely important to both of us, as filmmakers. But we have strong narrative ideas. We’re just strong-minded as artists. You have to be to be a writer/director. So sometimes it was hard! Collaboration in general is hard. Really good, productive collaboration I think is going to be inherently spicy. Sometimes, you’re really going to get into it. And we definitely did.

I came to him when it was just a baby of an idea. Just a seedling. Really just the backstory—which I saw really clearly. So, I pitched him when it was quite nascent. And he loved the idea of the scenario and the two characters and that territory. And he asked immediately—in the second breath—he said, “Yes, I will act in it,” and then, “Can I produce it with my brother and my company?” And I hadn’t even begun to think about that part yet. So I was very grateful. Especially because, I’d spent four years trying to put together a film. Not just one film. Several. Of different sizes. And for a long list of reasons, they all either fell apart or just kept getting pushed and pushed. And the Duplass brothers make movies. They get shit done! So I was so happy because I knew this movie would get made if they were producing it. Especially if one of them was in it. And it was clear from the outset that Jay was really deeply invested in it. He became only moreso. Which is why he ended up coming on as a writer.

Paste: At what point was that?
Shelton: I was the writer for almost a year. And was always sharing [with him], as it developed. It was first an outline, then a treatment and then I turned it into a script. And he would give me some great feedback along the way. But I was the writer.

And then, it was really a couple months before we started shooting, he had a lot of ideas and he said, “You know, it would be so much easier for me if I could just do a draft.” He was very respectful of making that request. And I said sure, and then put down the ground rules. [Laughs.] Like, I’m directing this. So don’t think you’re just going to take it over. And that was it. He did a draft. There were ideas that came to the script through him that I never would have come up with on my own, and I know made the movie better. We traded the draft back and forth the last couple months, and then he and I would be up sometimes during production, the night before, feverishly rewriting a scene that wasn’t quite working.

For me, it’s all about how to tell the story in the most honest way possible. In the way that feels like real human beings saying real words to each other. Hopefully, there are surprises along the way, but it’s always believable. It’s always grounded. So sometimes that means rewriting on set. Because we actually get there and say the words and it’s like: This is not working—can we cut this line, or can we change it? And Edie and Kaitlyn [Dever] and everybody had ideas, and I’m always open to them, because it really is whatever works. If the lines as written are working, great! But if not, let’s improvise and rewrite them, whatever it takes.

Paste: You seem to be a real actors’ director in that respect. Do you think having some experience as an actor yourself helps in that regard?
Shelton: It’s why I still will very occasionally [act], if I can. (And [if] I don’t feel like I’m going to ruin somebody’s movie.) If I feel like I can take on a smaller role when offered one, I try to take that opportunity. Because it just keeps me empathetic. It reminds me of the fact that everybody is working their asses off on a film, but nobody has a harder job than the actor. And it is so easy to forget that! Especially if you keep working with higher and higher caliber actors. Because they are the ones that make it look so easy. They make it look like nothing. They make it look like breathing. But it’s not. It is freaking hard to be un-self-consciously, emotionally available in the most artificial situation. You’re doing scenes out of order. You have to do the scenes again and again and again.

So, yeah, I think the thing I offer most as a fellow actor—or, really, a former actor—is empathy. For [the actor’s] experience. And the vulnerability. And what that costs you. I’m all about creating an emotionally safe space. And it’s not just for them either; it’s for everybody on set. Because I want everybody to be working with all of their creative pistons going 100 percent. That goes for my art department, and that goes for my DP, and that goes for everybody. They all should feel valued and respected. And that, if they have a suggestion, they’ll be heard.

It’s all self-serving, because it’s all for the good of the movie. If everybody feels valued and respected, and like they’re having a really good time, it’s just going to bring the best out of everybody. Because it really is true that it’s our movie. I really do feel like I’m at my best as a director when I’m a curator of other people’s genius.

Paste: When you know who one of your leads is going to be from the start, does that make it easier to cast opposite him? To find Edie Falco or to find Ben Schwartz?
Shelton: Well, Ben, I mean, they look more like each other than Mark and Jay do. Arguably.
Paste: Especially with the beards.
Shelton: Yeah. It was funny, because we both came up with the idea of Ben separately. Ben and I had met at the Laggies party at Sundance a few years before, and had stayed in touch. And when we were trying to brainstorm who could be a good Ted, he just popped into my head. I texted it to [producer] Mel [Eslyn] and Jay, and Mel was like, “I cannot believe you just wrote that, because we literally just thought of him ourselves.” So we knew it was meant to be. He was very easy to cast around Jay.

And honestly, Edie was, I want to say, our last jewel in the crown. We had one actress who was with us for a while, and then schedule-wise, had to fall out. Then there was another actress who we were speaking with and that seemed to be looking good, and then she had to fall out. And luckily, Edie and Jay had met on the set of Landline. They had spent only a couple of minor scenes together and not that much time on set, but really connected. So he was able to reach out to her. And I think she responded because she liked the idea of working with him, and then just loved the script. And loved the character. There just aren’t that many roles like this in Hollywood for actresses over 40. So luckily she came on board. It’s one of those things where I can’t imagine anybody else in that role. She just owned it so beautifully and came at it with such engagement.

Paste: It’s been three years between this and Laggies, but you’ve done a ton of TV in between. Do you find that TV is a good way to keep yourself creatively sharp in between movies?
Shelton: Absolutely. It was three years between the TIFF premieres, but it was actually four years between being on set with Laggies and being on set with this film. Which to me just feels like a lifetime. [Laughs.] As I was trying to get these other movies put together, and as they were falling apart, or getting pushed, I just kept getting offered these really great opportunities to work in television, on very cinematic shows. I remember Judd Apatow saying to us that each episode of Love should feel like its own independent film, with its own flavor. And working with just unbelievably talented DPs, on Love, on Master of None, on GLOW, on Casual. And being asked to step up to the plate creatively, as a real filmmaker. So it was very gratifying to work on all of these shows.

I learned so much, just being on set so often during the year. Even if I could get my movies off the ground, it would be a miracle if I could make a movie a year. So I cannot say enough about how much I enjoy working on television. When I look at Outside In, I can see the evolution of myself as a filmmaker, and I know that a lot of the credit has to be given to the experiences that I’ve had on television in those intervening years. It’s helped shape me as a filmmaker.

Paste: Would you ever be interested in developing your own show? It’s such a writers’ medium. And there seems to be such a blurring between TV and film these days.
Shelton: I know. I just binge-watched—I’m a little late to the party—but Handmaid’s Tale is one of the most cinematic things I’ve ever seen. And here it is on Hulu. It’s just amazing. And there really aren’t any rules. You can create as many episodes as you want, or it could be an anthology show, so you can get really high-end talent, because they’re not committing to seven years. They’re committing to a season, or six months, or three months, whatever. It’s a very exciting format. I’m attached to a bunch of different projects in development that I just got really seduced by. Producers came to me very early on. In some cases before the head writer was even brought on. They wanted me attached as a director. And when you’re brought in that early, you are really a shaper of the project.

Actually, my friend Megan Griffiths and I co-wrote this pilot for HBO. They didn’t greenlight it for production. But to visualize and beat out what that would look like, that’s the only time I’ve actually developed a television show from the ground up. As a writer, I still tend to think in that three-act structure, that 90-minute format. It’s just where my brain goes still. The idea of the old-fashioned television series, where you have to create characters that are going to live on year after year after year… I think I’m sort of like those actors who don’t want to commit to seven seasons. I just want to do something, and then move onto the next thing.

Paste: I don’t think you’re alone in that.
Shelton: Yeah. I love the idea of a miniseries; I love the idea of an anthology series. When I started making movies, I hoped that I would be, or I aimed to be, the kind of auteur, like Claire Denis or Robert Altman, who creates this body of work. You make five, 10, 20 films and they all have your stamp on it. They’re “Lynn Shelton films.” That’s how I always envisioned myself. And I try different things and I move into different genres or different kinds of scenarios or budget levels, but it would always be this stockpiling of another movie in my body of work. And it’s been such an interesting experience to be so gratified in the television realm. As a director, unless you’re the showrunner, it’s not just your baby, by any means. You’re channeling somebody else’s vision, or you’re contributing your own voice, depending on how much they want of you or need of you. Being attached early on to a project, you’re even more of a collaborator, a creative voice, but it’s not, you know, “This is a Lynn Shelton project.”

So, it’s been very interesting. Because I’ve been questioning the last few months, like, “Maybe it’s OK to shift my idea of myself as a creator into that fold. Of being more of a collaborator, but one of many collaborators.” I think of Reed Morano—she didn’t direct every episode of Handmaid’s Tale, she wasn’t the writer of Handmaid’s Tale or the creator, but she’s given so much credit, and well-deserved, for helping create that vision. I’m kind of getting into that idea, because of the level of projects that I’m attaching to. I get really invested. And I really do love that relationship-based work with other creatives that you really respect and value.

It’s hard for me to imagine that I’ll stop making movies, because I think it’s just my first love, and I’ll always keep doing it. But I feel like, arguably, so many more people are going to see that episode of GLOW than one of my independent films. The media landscape—I feel like it’s really tilting more towards television.